Exhibit 107.1
Calculation of Filing Fee Tables
Form S-3
(Form Type)
EQUITY RESIDENTIAL
ERP OPERATING LIMITED PARTNERSHIP
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
Security Type
| Security Class Title(1)
| Fee Calculation or Carry Forward Rule
| Amount Registered
| Proposed Maximum Offering Price Per Unit
| Maximum Aggregate Offering Price
| Fee Rate
| Amount of Registration Fee
| Carry Forward Form Type
| Carry Forward File Number
| Carry Forward Initial Effective Date
|
Filing Fee Previously Paid In Connection Unsold Securities to be Carried Forward
| |||||||||||||
Newly Registered Securities
| ||||||||||||||||||||||||
Equity Residential
| ||||||||||||||||||||||||
Fees to Be Paid
| Equity
| Common Shares of Beneficial Interest
| 457(r)
| (2) | (2) | (2) | (3) | (3) | —
| —
| —
| —
| ||||||||||||
Equity
| Preferred Shares of Beneficial Interest
| 457(r)
| (2) | (2) | (2) | (3) | (3) | —
| —
| —
| —
| |||||||||||||
Equity
| Depositary Shares, representing Preferred Shares
| 457(r)
| (2) | (2) | (2) | (3) | (3) | —
| —
| —
| —
| |||||||||||||
Other
| Warrants
| 457(r)
| (2) | (2) | (2) | (3) | (3) | —
| —
| —
| —
| |||||||||||||
Other
| Share Purchase Contracts
| 457(r)
| (2) | (2) | (2) | (3) | (3) | —
| —
| —
| —
| |||||||||||||
Debt
| Guarantees of Debt Securities(4)
| 457(r)
| (2) | (2) | (2) | (3) | (3) | —
| —
| —
| —
| |||||||||||||
ERP Operating Limited Partnership
| ||||||||||||||||||||||||
Fees to Be Paid
| Debt
| Debt Securities(4)
| 457(r)
| (2) | (2) | (2) | (3) | (3) | —
| —
| —
| —
| ||||||||||||
Carry Forward Securities
| ||||||||||||||||||||||||
Equity Residential
| ||||||||||||||||||||||||
Equity
| Common Shares of Beneficial Interest
| 415(a)(6)
| 11,259,450
| —
| —
| —
| —
| S-3ASR
| 333-190248
| July 30, 2013
| $88,615(3)
| |||||||||||||
Equity
| Common Shares of Beneficial Interest
| 415(a)(6)
| 11,259,450
| ��
| —
| —
| —
| S-3ASR
| 333-212284
| June 28, 2016
| —
| |||||||||||||
Equity
| Common Shares of Beneficial Interest
| 415(a)(6)
| 11,259,450
| —
| —
| —
| —
| S-3ASR
| 333-231967
| June 5, 2019
| —
| |||||||||||||
Total Offering Amounts
| (2) | (3) | ||||||||||||||||||||||
Total Fees Previously Paid
| —
| |||||||||||||||||||||||
Total Fee Offsets
| —
| |||||||||||||||||||||||
Net Fee Due
| (3) | |||||||||||||||||||||||
| (1) | This Registration Statement also covers delayed delivery contracts which may be issued by Equity Residential or ERP Operating Limited Partnership under which the counterparty may be required to purchase securities covered hereby. Such contracts may be issued together with the specific securities to which they relate. In addition, securities registered hereunder may be sold separately, together or as units with other securities registered hereunder. |
| (2) | An unspecified and indeterminate aggregate initial offering price, number or amount of securities is being registered as may from time to time be sold at indeterminate prices. Pursuant to Rule 415(a)(6) under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement includes 11,259,450 common shares of beneficial interest of Equity Residential that were previously registered on the prospectus supplement, dated July 31, 2013, related to the Registration Statement on Form S-3 (Registration No. 333-190248), which was filed with the Securities and Exchange Commission (the “SEC”) on July 30, 2013 (the “2013 Registration Statement”), subsequently on the prospectus supplement, dated June 29, 2016, related to the Registration Statement on Form S-3 (Registration No. 333-212284), which was filed with the SEC on June 28, 2016 (the “2016 Registration Statement”), and subsequently on the prospectus supplement, dated June 6, 2019, related to the expiring Registration Statement on Form S-3 (Registration No. 333-231967), which was filed with the SEC on June 5, 2019 (the “Expiring Registration Statement”), and were not sold thereunder. |
| (3) | Payment of the registration fee is deferred in reliance upon Rule 456(b) and Rule 457(r) under the Securities Act. In connection with the original registration of the unsold common shares of beneficial interest on the prospectus supplement related to the 2013 Registration Statement, Equity Residential paid a registration fee of $102,314, which included (i) $19,971 paid on the unsold securities registered on a prospectus supplement, dated July 18, 2011, relating to the Registration Statement on Form S-3 (Registration No. 333-169956), which was filed with the SEC on October 15, 2010, based on the fee rate then in effect, and (ii) $36,825, which reflects a portion of previously paid registration fees of $61,392 paid on the unsold securities registered on a prospectus supplement, dated December 8, 2011, relating to the Registration Statement on Form S-3 (Registration No. 333-169956), which was filed with the SEC on October 15, 2010, based on the fee rate then in effect. The total registration fee of $102,314 was applied to the 2016 Registration Statement and the Expiring Registration Statement, and the portion of the total registration fee of $88,615 related to the 11,259,450 unsold common shares of beneficial interest will continue to be applied to such shares in this registration statement. Pursuant to Rule 415(a)(6), the offering of the unsold securities registered under the Expiring Registration Statement will be deemed terminated as of the date of effectiveness of this registration statement. |
| (4) | Debt securities issued by ERP Operating Limited Partnership may or may not be accompanied by guarantees to be issued by Equity Residential at its sole option. Pursuant to Rule 457(n), no separate registration fee will be paid in respect of the registration of any such guarantees. |
